-------------------------------------------------------------------------------- John Hancock Bank and Thrift OPPORTUNITY FUND SEMI ANNUAL REPORT 4.30.03 [LOGO] John Hancock -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- [A photo of Maureen R. Ford, Chairman and Chief Executive Officer, flush left next to first paragraph.] -------------------------------------------------------------------------------- Table of contents --------------------------- Your fund at a glance page 1 --------------------------- Managers' report page 2 --------------------------- Fund's investments page 6 --------------------------- Financial statements page 10 --------------------------- For your information page 25 --------------------------- Dear Fellow Shareholders, After a strong start to 2003, the stock market succumbed to the pressures of a weak economy, rising oil prices, concerns about corporate earnings and uncertainties about the war in Iraq. The tide turned in April, when the war ended and first-quarter corporate earnings came in better than expected. As a result, the major indexes all gained some ground year to date through April 30, 2003, with the Dow Jones Industrial Average returning 2.50%, the Standard & Poor's 500 Index returning 4.82% and the tech-heavy Nasdaq Composite Index up 9.64%. Bonds, which have outperformed stocks for the last three years, continued their upward trend this year, as investors still sought their relative safety. After the jarring stock market losses of the last three years, it's a relief for investors to be reminded that the market is indeed cyclical, and does eventually move up - not just down. But while the stock market has been clawing its way back, the ride has been extremely volatile. Uncertainty still abounds about the strength of the economy, geopolitical issues, corporate governance problems, rising unemployment and the sustainability of corporate earnings growth. And despite rallies late last year and in April, many investors are still so bruised and skeptical that they have remained on the sidelines. Even though the statistics suggest we might be emerging from this long, difficult bear market, we're not quite ready to call it history. While no one can predict when this bear market cycle will turn, investors can take charge of how they maneuver through such uncertain times. First, take a look at how your portfolio is allocated among stocks, bonds and cash to make sure it's in the proper balance. Work with your investment professional, who knows your long-term goals and can help keep you on the right track, rather than being lured by today's stars, which could wind up tomorrow's laggards. And as always, keep a long-term investment horizon. We believe this offers the best way for you to survive the tough times and reach your investment objectives. Sincerely, /s/Maureen R. Ford, ------------------- Chairman and Chief Executive Officer This commentary reflects the chairman's views as of April 30, 2003. They are subject to change at any time. YOUR FUND AT A GLANCE The Fund seeks long-term capital appreciation, with moderate income as a secondary objective, by investing primarily in stocks of regional banks and lending companies. Over the last six months [ ] The stock market advanced amid volatility caused by economic and war concerns. [ ] Financial stocks performed in line with the market, but bank stocks lagged for the first time in several years. [ ] Banks with strong mortgage-banking and fixed-income businesses had the best gains. -------------------------------------------------------------------------------- [Bar chart with heading "John Hancock Bank and Thrift Opportunity Fund". Under the heading is a note that reads "Fund performance for the six months ended April 30, 2003." The chart is scaled in increments of 3% with 0% at the bottom and 6% at the top. The first bar represents the 5.18% total return for John Hancock Bank and Thrift Opportunity Fund. A note below the chart reads "The total return for the Fund is at net asset value with all distributions reinvested."] -------------------------------------------------------------------------------- Top 10 holdings 3.1% Wachovia Corp. 3.1% Zions Bancorp. 3.0% SouthTrust Corp. 3.0% Wells Fargo & Co. 2.9% Bank of America Corp. 2.9% Compass Bancshares, Inc. 2.9% FleetBoston Financial Corp. 2.8% U.S. Bancorp 2.6% M&T Bank Corp. 2.6% Comerica, Inc. As a percentage of net assets on April 30, 2003. 1 BY JAMES K. SCHMIDT, CFA, LISA A. WELCH AND THOMAS C. GOGGINS, PORTFOLIO MANAGERS John Hancock Bank and Thrift Opportunity Fund MANAGERS' REPORT Stocks advanced over the last six months, but the period was volatile, fueled by concerns about the weak economy, its impact on corporate earnings and the war in Iraq. When the period began last November, stocks were rebounding from a summer sell-off. The market stalled shortly into the new year as war fears grew leading up to the March invasion. April saw another rally as the war wound down and corporate earnings were better than expected. For the six months ended April 30, 2003, the broad market, as measured by the Standard & Poor's 500 Index, returned 4.47%. Financial stocks performed in line with the market, with the more market-sensitive, higher-risk companies, such as brokerage firms, producing the best results, moving up off of a low base. By contrast, regional banks, after running up strongly for the last two years and leading the financial pack, did less well this period. Investors began to question their ability to maintain the same level of earnings growth in an environment of historically low interest rates and stagnant economic growth. "Financial stocks performed in line with the market..." FUND PERFORMANCE EXPLAINED For the six months ended April 30, 2003, John Hancock Bank and Thrift Opportunity Fund posted a total return of 5.18% at net asset value. By comparison, the average open-end financial services fund returned 4.95%, according to Lipper, Inc. Keep in mind that your net asset value return will be different from the Fund's performance if you were not invested in the Fund for the entire period and did not reinvest all distributions. Just as our heavy focus on regional banks served the Fund well during the last two years of outstanding returns, it held our performance back somewhat in this period, as regional banks - 2 -------------------------------------------------------------------------------- [Photos' of Jim Schmidt, Lisa Welch and Tom Goggins flush right next to first paragraph.] -------------------------------------------------------------------------------- particularly mid-cap thrifts and thrift-like banks - underperformed during the period's market rallies. MORTGAGE BANKING AND BOND TRADING RULE On an absolute basis, the best performers were banks that had a strong emphasis on mortgage banking and fixed-income activities, such as bond trading, which flourished as investors shunned equities and bought bonds. Mortgage banking remained strong as continually low interest rates prompted individuals and corporations to refinance their homes and balance sheets. Low rates also caused companies needing to raise capital to turn to the bond market rather than the still-weak equity IPO market, generating record bond issuance. Among the Fund's top performers were First Tennessee National, National City Corp. and Washington Mutual, all of which have hefty mortgage banking businesses. Banks that were relatively cheap on a price-to-earnings basis also did well in the period when concerns grew about bank fundamentals. FleetBoston Financial and Zions Bancorp fit this category. They both had depressed stock prices from problems last year and then produced better-than-expected results in the first quarter. "...the best performers were banks that had a strong emphasis on mortgage banking and fixed-income activities..." EARNINGS WORRIES HIT MID CAPS The Fund's biggest detractors were those that had earnings shortfalls in the first quarter. That prompted investor concerns that revenue growth would be more difficult for banks, especially those in the mid-cap range, as the prolonged low interest-rate environment was beginning to cause margin pressures, at the same time commercial loan growth was not yet 3 -------------------------------------------------------------------------------- [Table at top left-hand side of page entitled "Top five industry groups." The first listing is Banks-regional 51%, the second is Banks-superregional 29%, the third Thrifts 5%, the fourth Mortgage banking 3%, and the fifth Finance 3%.] -------------------------------------------------------------------------------- showing signs of picking up. This uncertainty hurt the stocks of Fund holdings North Fork, National Commerce and TCF Financial Corporation. State Street, which we did not own, also pre-announced lower-than-expected earnings, and that hit the stocks of similar, more market-sensitive names, such as Fund holding Mellon Financial. Longstanding top performer Fifth Third Bancorp. had issues with regulators surrounding its operational infrastructure. We are maintaining our position because we believe Fifth Third has a strong balance sheet and the ability to produce double-digit earnings growth. All of these banks, along with Fund holdings Wells Fargo, Bank One and National Commerce, also suffered from multiple compression, which brought their high price-to-earnings multiples down from trading at a premium to being more in line with their group. -------------------------------------------------------------------------------- [Pie chart in middle of page with heading "Portfolio diversification As a percentage of net assets on 4-30-3." The chart is divided into two sections (from top to left): Common stocks 97% and Short-term investments & other 3%.] -------------------------------------------------------------------------------- RETURN TO CONSOLIDATION? During the period, BB&T's stock tumbled after it announced its intent to buy First Virginia in a deal the market considered too rich. But in our view, the move could signal a pickup in bank consolidations - either as a means for an acquiring bank to 4 -------------------------------------------------------------------------------- [Table at top of page entitled "SCORECARD". The header for the left column is "INVESTMENT" and the header for the right column is "PERIOD'S PERFORMANCE...AND WHAT'S BEHIND THE NUMBERS." The first listing is First Tennessee National followed by an up arrow with the phrase "Mortgage boon lifts stock." The second listing is Zions Bancorp followed by an up arrow with the phrase "Fundamentals improved." The third listing is Fifth Third followed by a down arrow with the phrase "Market punishes stock over regulatory issues."] -------------------------------------------------------------------------------- address the challenge of where to find revenue growth, or for a seller to cash in at a higher price now, in case revenue and earnings growth slows. NON-BANK FINANCIALS HELP Our stake in non-bank financials served us well for the most part in a period where diversification helped. Brokerage firms Lehman Brothers and Legg Mason did well because of their fixed-income business, and mortgage banker Fannie Mae benefited from the continuing refinancing trend. OUTLOOK We anticipate that bank earnings growth for 2003 over 2002 will be in the high single digits on average. But whereas in the last two years the mid-cap regional banks and thrifts have mostly done well, we anticipate far more variation in results going forward, as some managements better navigate their companies through a potential slow-growth period ahead. That makes individual stock picking and fundamental analysis more critical than ever, and we will continue to apply our experience toward finding and holding onto those banks. "...we anticipate far more variation in results going forward..." This commentary reflects the views of the portfolio managers through the end of the Fund's period discussed in this report. The managers' statements reflect their own opinions. As such, they are in no way guarantees of future events and are not intended to be used as investment advice or a recommendation regarding any specific security. They are also subject to change at any time as market and other conditions warrant. Sector investing is subject to greater risks than the market as a whole. 5 FINANCIAL STATEMENTS FUND'S INVESTMENTS Securities owned by the Fund on April 30, 2003 (unaudited) This schedule is divided into four main categories: common stocks, preferred stocks, bonds and short-term investments. Common and preferred stocks and bonds are further broken down by industry group. Short-term investments, which represent the Fund's cash position, are listed last. SHARES ISSUER VALUE -------------------------------------------------------------------------------- COMMON STOCKS 97.28% $740,858,278 -------------------------------------------------------------------------------- (Cost $419,781,179) Banks - Regional 50.64% 385,725,081 65,400 ABC Bancorp. (GA) 922,140 142,500 Alabama National Bancorp. (AL) + 6,566,400 108,000 Allegiant Bancorp., Inc. (MO) 1,858,680 325,383 AmericanWest Bancorp. (WA)* 5,538,019 95,879 AmSouth Bancorp. (AL) 2,018,253 482,474 Banknorth Group, Inc. (ME) 11,521,479 344,846 BB&T Corp. (NC) 11,241,980 47,500 Beverly National Corp. (MA) 1,042,625 76,500 BOK Financial Corp. (OK)*+ 2,758,590 140,000 Camden National Corp. (ME) 3,549,000 47,708 Capital City Bank Group, Inc. (FL) + 1,838,189 155,418 Cascade Bancorp. (OR) + 2,463,531 184,700 CCBT Financial Cos., Inc. (MA) 4,177,914 310,000 Charter One Financial, Inc. (OH) 9,005,500 140,196 Chittenden Corp. (VT) + 3,792,302 224,427 City National Corp. (CA) 9,239,660 615,200 Colonial BancGroup, Inc. (AL) 7,831,496 90,000 Columbia Bancorp. (MD) 2,307,600 50,962 Commercial Bankshares, Inc. (FL) 1,718,948 83,378 Community Banks, Inc. (PA) 2,417,962 213,100 Community First Bankshares, Inc. (ND) 5,736,865 650,857 Compass Bancshares, Inc. (AL) 21,946,898 20,000 Cullen/Frost Bankers, Inc. (TX) 655,800 See notes to financial statements. 6 SHARES ISSUER VALUE Banks - Regional (continued) 68,750 Desert Community Bank (CA) $2,508,687 62,696 DNB Financial Corp. (PA) 1,426,334 340,000 East-West Bancorp., Inc. (CA) 11,509,000 73,000 Financial Institutions, Inc. (NY) 1,603,810 52,200 First Charter Corp. (NC) + 906,714 65,000 First State Bancorp. (NM) 1,593,150 170,900 First Tennessee National Corp. (TN) 7,485,420 20,780 FNB Bankshares (ME) 851,980 85,761 F.N.B. Corp. (FL) + 2,608,850 101,718 Fulton Financial Corp. (PA) 2,028,257 213,987 Glacier Bancorp., Inc. (MT) 5,970,237 104,973 Harleysville National Corp. (PA) 2,781,785 230,000 Hibernia Corp. (Class A) (LA) 4,167,600 280,096 Independent Bank Corp. (MI) 6,674,688 310,000 Local Financial Corp. (OK) (R) 4,650,000 238,657 M&T Bank Corp. (NY) 20,159,357 334,545 Marshall & Ilsley Corp. (WI) 9,842,314 209,500 Mercantile Bankshares Corp. (MD) 8,032,230 71,541 Merrill Merchants Bankshares, Inc. (ME) 1,112,463 50,000 Mid-State Bancshares (CA) 920,000 873,392 National Commerce Financial Corp. (TN) 17,764,793 290,800 North Fork Bancorp., Inc. (NY) 9,410,288 70,053 Northrim Bancorp., Inc. (AK) 1,057,800 273,266 Pacific Capital Bancorp. (CA) 8,911,478 120,000 Prosperity Bancshares, Inc. (TX) 2,114,400 165,058 Provident Bankshares Corp. (MD) 4,192,473 154,700 S&T Bancorp., Inc. (PA) + 4,261,985 204,850 Sky Financial Group, Inc. (OH) 4,129,776 849,350 SouthTrust Corp. (AL) + 22,814,390 260,330 Southwest Bancorp. of Texas, Inc. (TX)* 8,846,013 139,500 Summit Bancshares, Inc. (TX) 3,190,365 450,000 Synovus Financial Corp. (GA) 8,761,500 213,200 Taylor Capital Group, Inc. (IL)* 4,485,728 214,008 TCF Financial Corp. (MN) 8,474,717 26,500 TriCo Bancshares (CA) 650,045 200,000 UCBH Holdings, Inc. (CA) 5,088,000 177,901 Umpqua Holdings Corp. (OR) 3,495,755 127,390 Union Planters Corp. (TN) 3,635,711 136,812 Univest Corp. (PA) 4,542,158 142,755 Valley National Bancorp. (NJ) 3,777,297 67,583 West Coast Bancorp. (OR) 1,050,916 106,500 Whitney Holding Corp. (LA) 3,597,570 350,000 Wilmington Trust Corp. (DE) 9,418,500 97,400 Yardville National Bancorp. (NJ) 1,774,628 472,825 Zions Bancorp. (UT) + 23,296,088 Banks - Superregional 28.52% 217,184,986 298,010 Bank of America Corp. (NC) 22,067,640 344,880 Bank One Corp. (OH) 12,432,924 447,400 Comerica, Inc. (MI) + 19,466,374 See notes to financial statements. 7 SHARES ISSUER VALUE Banks - Superregional (continued) 377,563 Fifth Third Bancorp (OH) $18,610,080 827,483 FleetBoston Financial Corp. (MA) 21,944,849 320,000 KeyCorp (OH) 7,715,200 330,000 Mellon Financial Corp. (PA) 8,728,500 405,224 National City Corp. (OH) 12,140,511 390,500 PNC Financial Services Group (PA) 17,142,950 161,152 SunTrust Banks, Inc. (GA) 9,221,117 961,041 U.S. Bancorp (MN) 21,287,058 621,625 Wachovia Corp. (NC) 23,752,291 469,861 Wells Fargo & Co. (CA) 22,675,492 Broker Services 0.85% 6,472,710 27,000 Edwards (A.G.) Inc. (MO) 805,410 90,000 Lehman Brothers Holdings, Inc. (NY) + 5,667,300 Finance 3.20% 24,375,209 236,900 CIT Group, Inc. (NY)*+ 4,825,653 449,925 Citigroup, Inc. (NY) 17,659,556 100,000 MBNA Corp. (DE) + 1,890,000 Insurance 2.78% 21,176,870 110,088 American International Group, Inc. (NY) 6,379,600 134,000 MetLife, Inc. (NY) + 3,849,820 85,000 Prudential Financial, Inc. (NJ)* 2,717,450 100,000 XL Capital Ltd. (Class A) (Bermuda) 8,230,000 Investment Management 3.06% 23,279,385 200,500 Affiliated Managers Group, Inc. (MA)*+ 9,285,155 53,000 Eaton Vance Corp. (MA) 1,579,400 52,000 Federated Investors, Inc. (Class B) (PA) + 1,419,080 202,500 Legg Mason, Inc. (MD) 10,995,750 Mortgage Banking 3.23% 24,578,775 112,500 Countrywide Credit Industries, Inc. (CA) + 7,605,000 122,500 Fannie Mae (DC) 8,867,775 140,000 Freddie Mac (VA) 8,106,000 Thrifts 5.00% 38,065,262 71,910 Astoria Financial Corp. (NY) 1,799,188 64,600 BostonFed Bancorp., Inc. (MA) 1,695,750 225,000 Commercial Capital Bancorp., Inc. (CA)* 2,925,000 180,500 GreenPoint Financial Corp. (NY) 8,620,680 80,000 Hingham Institute for Savings (MA) 2,740,000 65,000 LSB Corp. (MA) 869,050 156,800 PennFed Financial Services, Inc. (NJ)* 4,225,760 124,718 Superior Financial Corp. (AR) 2,374,631 276,812 Washington Mutual, Inc. (WA) 10,934,074 50,110 Webster Financial Corp. (CT) 1,881,129 See notes to financial statements. 8 SHARES ISSUER VALUE -------------------------------------------------------------------------------- PREFERRED STOCKS 0.40% $3,001,000 -------------------------------------------------------------------------------- (Cost $2,920,000) Banks & Thrifts 0.40% 3,001,000 40,000 Astoria Financial Corp., Ser B, 12.00% (NY) 1,075,000 40,000 IFC Capital Trust I, 9.25% (IN) 1,024,000 40,000 MVBI Capital Trust I, 3.43% (MO)** 902,000 INTEREST PAR VALUE ISSUER, DESCRIPTION, MATURITY DATE RATE (000s OMITTED) VALUE ----------------------------------------------------------------------------------------------- BONDS 0.12% $937,090 ----------------------------------------------------------------------------------------------- (Cost $770,000) Banks 0.12% CSBI Capital Trust I, Sub Cap Income, Ser A 06-06-27 11.750% $770 937,090 ----------------------------------------------------------------------------------------------- SHORT-TERM INVESTMENTS 6.99% $53,269,489 ----------------------------------------------------------------------------------------------- (Cost $53,269,489) Certificates of Deposit 0.01% Deposits in mutual banks 75,525 Joint Repurchase Agreement 2.15% Investment in a joint repurchase agreement transaction with State Street Bank & Trust Co. - Date 04-30-03, due 05-01-03 (Secured by U.S. Treasury Inflation Indexed Bond 3.875% due 04-15-29, U.S. Treasury Inflation Indexed Notes 3.875% due 01-15-07 and 3.000% due 07-15-12) 1.280 16,358 16,358,000 SHARES Cash Equivalents 4.83% AIM Cash Investment Trust*** 36,835,964 36,835,964 ----------------------------------------------------------------------------------------------- TOTAL INVESTMENTS 104.79% $798,065,857 ----------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------------- OTHER ASSETS AND LIABILITIES (4.79%) ($36,462,192) ----------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------------- TOTAL NET ASSETS 100.00% $761,603,665 ----------------------------------------------------------------------------------------------- + All or a portion of this security is on loan on April 30, 2003. * Non-income-producing security. ** Floating rate effective April 30, 2003. *** Represents investment of security lending collateral. (R) This security is exempt from registration under Rule 144A of the Securities Act of 1933. Such securities may be resold, normally to qualified institutional buyers, in transactions exempt from registration. Rule 144A securities amounted to $4,650,000 or 0.61% of net assets as of April 30, 2003. Parenthetical disclosure of a foreign country in the security description represents country of a foreign issuer. The percentage shown for each investment category is the total value of that category as a percentage of the net assets of the Fund. See notes to financial statements. 9 FINANCIAL STATEMENTS ASSETS AND LIABILITIES April 30, 2003 (unaudited) This Statement of Assets and Liabilities is the Fund's balance sheet. It shows the value of what the Fund owns, is due and owes. You'll also find the net asset value for each common share. -------------------------------------------------------------------------------- ASSETS -------------------------------------------------------------------------------- Investments at value, including $36,232,083 of securities loaned Unaffiliated issuers (cost $474,148,080) $793,803,190 Affiliated issuers (cost $2,592,588) 4,262,667 Cash 60 Dividends and interest receivable 1,066,862 Other assets 166,883 Total assets 799,299,662 -------------------------------------------------------------------------------- LIABILITIES -------------------------------------------------------------------------------- Payable for securities on loan 36,835,964 Payable to affiliates 759,983 Other payables and accrued expenses 100,050 Total liabilities 37,695,997 -------------------------------------------------------------------------------- NET ASSETS -------------------------------------------------------------------------------- Capital paid-in 396,943,038 Accumulated net realized gain on investments 40,207,640 Net unrealized appreciation of investments 321,325,189 Accumulated net investment income 3,127,798 Net assets $761,603,665 -------------------------------------------------------------------------------- NET ASSET VALUE PER SHARE -------------------------------------------------------------------------------- Based on 84,400,000 shares outstanding $9.02 See notes to financial statements. 10 FINANCIAL STATEMENTS OPERATONS For the period ended April 30, 2003 (unaudited)1 This Statement of Operations summarizes the Fund's investment income earned and expenses incurred in operating the Fund. It also shows net gains (losses) for the period stated. -------------------------------------------------------------------------------- INVESTMENT INCOME -------------------------------------------------------------------------------- Dividends (including $40,032 received from affiliated issuers) $10,002,347 Interest (including securities lending income of $76,739) 411,127 Total investment income 10,413,474 -------------------------------------------------------------------------------- EXPENSES -------------------------------------------------------------------------------- Investment management fee 4,308,552 Administration fee 936,641 Printing 60,982 Custodian fee 58,901 Registration and filing fee 29,126 Legal fee 26,737 Trustees' fee 20,496 Auditing fee 15,930 Transfer agent fee 14,212 Miscellaneous 11,086 Interest expense 773 Total expenses 5,483,436 Less expense reductions (187,328) Net expenses 5,296,108 Net investment income 5,117,366 -------------------------------------------------------------------------------- REALIZED AND UNREALIZED GAIN (LOSS) -------------------------------------------------------------------------------- Net realized gain on investments 40,339,439 Change in net unrealized appreciation (depreciation) of investments (16,629,087) Net realized and unrealized gain 23,710,352 Increase in net assets from operations $28,827,718 1 Semiannual period from 11-1-02 through 4-30-03. See notes to financial statements. 11 FINANCIAL STATEMENTS CHANGES IN NET ASSETS This Statement of Changes in Net Assets shows how the value of the Fund's net assets has changed since the end of the previous period. The difference reflects earnings less expenses, any investment gains and losses, distributions paid to shareholders, if any, and any increase or decrease due to the sale of common shares. YEAR PERIOD ENDED ENDED 10-31-02 4-30-031 -------------------------------------------------------------------------------- INCREASE (DECREASE) IN NET ASSETS -------------------------------------------------------------------------------- From operations Net investment income $9,239,742 $5,117,366 Net realized gain 62,746,904 40,339,439 Change in net unrealized appreciation (depreciation) 12,647,511 (16,629,087) Increase in net assets resulting from operations 84,634,157 28,827,718 Distributions to shareholders From net investment income (11,181,690) (9,831,756) From net realized gain (91,547,836) (62,701,604) (102,729,526) (72,533,360) -------------------------------------------------------------------------------- NET ASSETS -------------------------------------------------------------------------------- Beginning of period 823,404,676 805,309,307 End of period 2 $805,309,307 $761,603,665 1 Semiannual period from 11-1-02 through 4-30-03. Unaudited. 2 Including accumulated net investment income of $7,842,188 and $3,127,798, respectively. See notes to financial statements. 12 FINANCIAL HIGHLIGHTS COMMON SHARES The Financial Highlights show how the Fund's net asset value for a share has changed since the end of the previous period. PERIOD ENDED 10-31-98 1 10-31-99 10-31-00 10-31-01 10-31-02 4-30-03 2 ------------------------------------------------------------------------------------------------------------------------------------ PER SHARE OPERATING PERFORMANCE ------------------------------------------------------------------------------------------------------------------------------------ Net asset value, beginning of period $12.01 $11.08 $11.31 $9.53 $9.76 $9.54 Net investment income3 0.14 0.14 0.19 0.15 0.11 0.06 Net realized and unrealized gain (loss) on investments 0.67 0.40 (1.27) 0.86 0.88 0.28 Total from investment operations 0.81 0.54 (1.08) 1.01 0.99 0.34 Less distributions From net investment income (0.14) (0.14) (0.15) (0.21) (0.13) (0.12) From net realized gain (1.60) (0.17) (0.55) (0.57) (1.08) (0.74) (1.74) (0.31) (0.70) (0.78) (1.21) (0.86) Net asset value, end of period $11.08 $11.31 $9.53 $9.76 $9.54 $9.02 Per share market value, end of period $11.69 $9.50 $7.81 $7.88 $7.92 $7.59 Total return at market value4 (%) 25.35 (16.44) (10.58) 9.56 5 15.39 5 6.61 5,6 ------------------------------------------------------------------------------------------------------------------------------------ RATIOS AND SUPPLEMENTAL DATA ------------------------------------------------------------------------------------------------------------------------------------ Net assets, end of period (in millions) $979 $955 $804 $823 $805 $762 Ratio of expenses to average net assets (%) 1.47 1.48 1.47 1.43 1.43 1.43 7 Ratio of adjusted expenses to average net assets8 (%) - - - 1.45 1.46 1.48 7 Ratio of net investment income to average net assets (%) 1.07 1.29 2.18 1.51 1.11 1.38 7 Portfolio turnover (%) 6 5 13 27 20 2 1 Per share amounts have been restated to reflect the 4-for-1 stock split effective 12-2-97. 2 Semiannual period from 11-1-02 through 4-30-03. Unaudited. 3 Based on the average of the shares outstanding. 4 Assumes dividend reinvestment. 5 Total return would have been lower had certain expenses not been reduced during the periods shown. 6 Not annualized. 7 Annualized. 8 Does not take into consideration expense reductions during the periods shown. See notes to financial statements. 13 NOTES TO STATEMENTS NOTE A Accounting policies John Hancock Bank and Thrift Opportunity Fund (the "Fund") is a diversified closed-end management investment company, shares of which were initially offered to the public on August 23, 1994 and are publicly traded on the New York Stock Exchange. Significant accounting policies of the Fund are as follows: Valuation of investments Securities in the Fund's portfolio are valued on the basis of market quotations, valuations provided by independent pricing services or at fair value as determined in good faith in accordance with procedures approved by the Trustees. Short-term debt investments maturing within 60 days are valued at amortized cost, which approximates market value. Investments in AIM Cash Investment Trust are valued at their net asset value each business day. Joint repurchase agreement Pursuant to an exemptive order issued by the Securities and Exchange Commission, the Fund, along with other registered investment companies having a management contract with John Hancock Advisers, LLC (the "Adviser"), a wholly owned subsidiary of The Berkeley Financial Group, LLC, may participate in a joint repurchase agreement transaction. Aggregate cash balances are invested in one or more large repurchase agreements, whose underlying securities are obligations of the U.S. government and/or its agencies. The Fund's custodian bank receives delivery of the underlying securities for the joint account on the Fund's behalf. The Adviser is responsible for ensuring that the agreement is fully collateralized at all times. Investment transactions Investment transactions are recorded as of the date of purchase, sale or maturity. Net realized gains and losses on sales of investments are determined on the identified cost basis. Discount and premium on securities The Fund accretes discount and amortizes premium from par value on securities from either the date of issue or the date of purchase over the life of the security. Expenses The majority of the expenses are directly identifiable to an individual fund. Expenses that are not readily identifiable to a specific 14 fund will be allocated in such a manner as deemed equitable, taking into consideration, among other things, the nature and type of expense and the relative sizes of the funds. Securities lending The Fund may lend securities to certain qualified brokers who pay the Fund negotiated lender fees. These fees are included in interest income. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. As with other extensions of credit, the Fund may bear the risk of delay of the loaned securities in recovery or even loss of rights in the collateral, should the borrower of the securities fail financially. On April 30, 2003, the Fund loaned securities having a market value of $36,232,083 collateralized by cash in the amount of $36,835,964. The cash collateral was invested in a short-term instrument. Federal income taxes The Fund qualifies as a "regulated investment company" by complying with the applicable provisions of the Internal Revenue Code and will not be subject to federal income tax on taxable income that is distributed to shareholders. Therefore, no federal income tax provision is required. Dividends, interest and distributions Dividend income on investment securities is recorded on the ex-dividend date or, in the case of some foreign securities, on the date thereafter when the Fund identifies the dividend. Interest income on investment securities is recorded on the accrual basis. Foreign income may be subject to foreign withholding taxes, which are accrued as applicable. The Fund records distributions to shareholders from net investment income and net realized gains on the ex-dividend date. Such distributions, on a tax basis, are determined in conformity with income tax regulations, which may differ from accounting principles generally accepted in the United States of America. Distributions in excess of tax basis earnings and profits, if any, are reported in the Fund's financial statements as a return of capital. Use of estimates The preparation of these financial statements, in accordance with accounting principles generally accepted in the United States of America, incorporates estimates made by management in determining the reported amount of assets, liabilities, revenues and expenses of the Fund. Actual results could differ from these estimates. NOTE B Management fee and transactions with affiliates and others The Fund has an investment management contract with the Adviser. Under the investment management contract, the Fund pays a monthly management fee to the Adviser at an annual rate of 1.15% of the Fund's average weekly net asset value. The Fund has an agreement with the Adviser to provide certain administrative services for the Fund. The compensation for the period was at an annual rate of 0.25% of the average weekly net assets of the Fund. The Adviser agreed to limit the administration fee to 0.20% of the Fund's average weekly net assets. Accordingly, the reduction amounted to $187,328 for the period ended April 30, 2003. The Adviser reserves the right to terminate this limitation in the future with Trustees' approval. Ms. Maureen R. Ford and Mr. John M. DeCiccio are directors and/or officers of the Adviser and/or its affiliates, as well as Trustees of the Fund. The compensation of unaffiliated Trustees is borne by the Fund. The unaffiliated Trustees may elect to defer for tax purposes their receipt of this compensation under the John Hancock Group of 15 Funds Deferred Compensation Plan. The Fund makes investments into other John Hancock funds, as applicable, to cover its liability for the deferred compensation. Investments to cover the Fund's deferred compensation liability are recorded on the Fund's books as an other asset. The deferred compensation liability and the related other asset are always equal and are marked to market on a periodic basis to reflect any income earned by the investments as well as any unrealized gains or losses. The Deferred Compensation Plan investments had no impact on the operations of the Fund. NOTE C Fund common share transactions This listing illustrates the reclassification of capital accounts and the number of common shares outstanding at the beginning and end of the last two periods, along with the corresponding dollar value. YEAR ENDED 10-31-02 PERIOD ENDED 4-30-031 SHARES AMOUNT SHARES AMOUNT Beginning of period 84,400,000 $396,952,307 84,400,000 $396,943,038 Reclassification of capital accounts - (9,269) - - End of period 84,400,000 $396,943,038 84,400,000 $396,943,038 1 Semiannual period from 11-1-02 through 4-30-03. Unaudited. NOTE D Investment transactions Purchases and proceeds from sales or maturities of securities, other than short-term securities and obligations of the U.S. government, during the period ended April 30, 2003, aggregated $14,082,160 and $83,897,465, respectively. The cost of investments owned on April 30, 2003, including short-term investments, for federal income tax purposes was $476,867,547. Gross unrealized appreciation and depreciation of investments aggregated $328,415,141 and $7,216,831, respectively, resulting in net unrealized appreciation of $321,198,310. The difference between book basis and tax basis net unrealized appreciation of investments is attributable primarily to the tax deferral of losses on wash sales. 16 NOTE E Transactions in securities of affiliated issuers Affiliated issuers, as defined by the Investment Company Act of 1940, are those in which the Fund's holdings of an issuer represent 5% or more of the outstanding voting securities of the issuer. A summary of the Fund's transactions in the securities of these issuers during the period ended April 30, 2003 is set forth below. BEGINNING ENDING SHARE SHARE REALIZED DIVIDEND ENDING AFFILIATE AMOUNT AMOUNT GAIN INCOME VALUE Desert Community Bank (CA) Common stock bought: none 68,750 68,750 - $8,250 $2,508,687 sold: none FNB Bankshares (ME) Common stock bought: 20,780 shares at $567,150 20,780 20,780 - 13,507 851,980 sold: none MVBI Capital Trust (MO) Preferred stock bought: none 40,000 40,000 - 18,275 902,000 sold: none Totals $40,032 $4,262,667 17 INVESTMENT OBJECTIVE AND POLICY The Fund is a closed-end diversified management investment company, shares of which were initially offered to the public on August 23, 1994 and are publicly traded on the New York Stock Exchange. Its investment objective is long-term capital appreciation. On November 20, 2001 the Fund's Trustees approved the following investment policy changes, which became effective December 15, 2001. Under normal circumstances, the Fund will invest at least 80% of its net assets in equity securities of U.S. regional banks and thrifts and holding companies that primarily own or receive a substantial portion of their income from regional banks or thrifts. "Net assets" is defined as net assets plus borrowings for investment purposes. "Primarily owned" means that the bank or financial holding company derives a substantial portion of its business from U.S. regional banks or thrifts as determined by the Adviser, based upon generally accepted measures such as revenues, asset size and number of employees. U.S. regional banks or thrifts are ones that provide full-service banking (i.e., savings accounts, checking accounts, commercial lending and real estate lending) and whose assets are primarily of domestic origin. The Fund will notify shareholders at least 60 days prior to any change in this 80% investment policy. The Fund may invest in investment-grade debt securities as well as debt securities rated BB or below by Standard & Poor's Ratings group ("Standard & Poor's") or Ba or below by Moody's Investors Service, Inc. ("Moody's"), or, if unrated by such rating organizations, determined by the Adviser to be of comparable quality. On November 19, 2002, the Board of Trustees adopted several amendments to the Fund's by-laws, including provisions relating to the calling of a special meeting and requiring advance notice of shareholder proposals or nominees for Trustee. The advance notice provisions in the by-laws require shareholders to notify the Fund in writing of any proposal which they intend to present at an annual meeting of shareholders, including any nominations for Trustee, between 90 and 120 days prior to the first anniversary of the mailing date of the notice from the prior year's annual meeting of shareholders. The notification must be in the form prescribed by the by-laws. The advance notice provisions provide the Fund and its Trustees with the opportunity to thoughtfully consider and address the matters proposed before the Fund prepares and mails its proxy statement to shareholders. Other amendments set forth the procedures that must be followed in order for a shareholder to call a special meeting of shareholders. Please contact the Secretary of the Fund for additional information about the advance notice requirements or the other amendments to the by-laws. DIVIDEND REINVESTMENT PLAN The Fund offers its shareholders a Dividend Reinvestment Plan, (the "Plan"), which offers the opportunity to earn compounded yields. Each holder of common shares will automatically have all distributions of dividends and capital gains reinvested by Mellon Investor Services as Plan agent for the common shareholders (the "Plan Agent"), unless an election is made to receive cash. Each registered shareholder will receive from the Plan Agent an authorization card to be signed and returned if the shareholder elects to receive distributions from net investment income in cash or elects not to receive capital gains distributions in the form of a shares dividend. Shareholders may also make their election by notifying the Plan Agent by telephone or by visiting the Plan Agent's Web site at www.melloninvestor.com. Holders of common shares who elect not to participate in the Plan will receive 18 all distributions in cash paid by check mailed directly to the shareholder of record (or if the common shares are held in street or other nominee name, then to the nominee) by the Plan Agent, as dividend disbursing agent. Shareholders whose shares are held in the name of a broker or nominee or shareholders transferring such an account to a new broker or nominee should contact the broker or nominee, to determine whether and how they may participate in the Plan. The Plan Agent serves as agent for the holders of common shares in administering the Plan. After the Fund declares a dividend or makes a capital gains distribution, the Plan Agent will, as agent for the participants, receive the cash payment and use it to buy common shares in the open market, on the New York Stock Exchange or elsewhere, for the participants' accounts. The Fund will not issue any new shares in connection with the Plan. The Plan Agent's fees for the handling of reinvestment of dividends and other distributions will be paid by the Fund. Each participant will pay a pro rata share of brokerage commissions incurred with respect to the Plan Agent's open market purchases in connection with the reinvestment of distributions. There are no other charges to participants for reinvesting dividends or capital gain distributions. Participants in the Plan may withdraw from the Plan at any time by contacting the Plan Agent by telephone, in writing or by visiting the Plan Agent's Web site at www.melloninvestor.com. Such withdrawal will be effective immediately if received prior to a dividend record date; otherwise, it will be effective for all subsequent dividend record dates. When a participant withdraws from the Plan or upon termination of the Plan, as provided below, either a cash payment will be made to the participant for the full value of the common shares credited to the account upon instruction by the participant, or certificates for whole common shares credited to his or her account under the Plan will be issued and a cash payment will be made for any fraction of a common share credited to such account. The Plan Agent maintains each shareholder's account in the Plan and furnishes monthly written confirmations of all transactions in the accounts, including information needed by the shareholders for personal and tax records. The Plan Agent will hold common shares in the account of each Plan participant in non-certificated form in the name of the participant. Proxy material relating to shareholders' meetings of the Fund will include those shares purchased as well as shares held pursuant to the Plan. In the case of shareholders such as banks, brokers, or nominees, which hold common shares for others who are the beneficial owners, the Plan Agent will administer the Plan on the basis of the number of common shares certified from time to time by the record shareholders as representing the total amount registered in the record shareholder's name and held for the account of beneficial owners who are participants in the Plan. Shares may be purchased through broker-dealers. Dividends and capital gains distributions are taxable whether received in cash or reinvested in additional common shares, and the automatic reinvestment of dividends and capital gain distributions will not relieve participants of any U.S. federal income tax that may be payable or required to be withheld on such dividends or distributions. The amount of dividends to be reported on 1099-DIV should be the amount of cash used by the Plan Agent to purchase shares in the open market, including the amount of cash allocated to brokerage commissions paid on such purchases. Experience under the Plan may indicate that changes are desirable. Accordingly, the Fund reserves the right to amend or terminate the Plan as applied to any distribution paid subsequent to 19 written notice of the change sent to all shareholders of the Fund at least 90 days before the record date for the dividend or distribution. The Plan may be amended or terminated by the Plan Agent after at least 90 days' written notice to all shareholders of the Fund. All correspondence or additional information concerning the Plan should be directed to the Plan Agent, Mellon Bank, N.A., c/o Mellon Investor Services, P.O. Box 3338, South Hackensack, NJ 07606-1938 (telephone 1-800-852-0218). SHAREHOLDER COMMUNICATION AND ASSISTANCE If you have any questions concerning the Fund, we will be pleased to assist you. If you hold shares in your own name and not with a brokerage firm, please address all notices, correspondence, questions or other communications regarding the Fund to the transfer agent at: Mellon Investor Services 85 Challenger Road Overpeck Centre Ridgefield Park, NJ 07660 Telephone: 1-800-852-0218 If your shares are held with a brokerage firm, you should contact that firm, bank or other nominee for assistance. 20 SHAREHOLDER MEETING On February 10, 2003, the Annual Meeting of the Fund was held to elect four Trustees and to ratify the action of the Trustees in selecting independent auditors for the Fund. The shareholders elected the following Trustees to serve until their respective successors are duly elected and qualified, with the votes tabulated as follows: WITHHELD FOR AUTHORITY -------------------------------------------------------------------------------- Ronald R. Dion 69,221,199 12,488,796 Charles L. Ladner 69,221,850 12,438,145 John A. Moore 69,155,197 12,554,798 Maureen R. Ford 68,870,675 12,839,320 The shareholders also ratified the Trustees' selection of Deloitte and Touche LLP as the Fund's independent auditors for the fiscal year ending October 31, 2003, with the votes tabulated as follows: 71,978,944 FOR, 706,418 AGAINST and 9,024,632 ABSTAINING. A shareholder proposal recommending that the Board consider merging the Fund into the John Hancock Regional Bank Fund was rejected, with the votes tabulated as follows: 18,516,875 FOR, 24,555,030 AGAINST and 1,703,101 ABSTAINING. 21 22 23 24 FOR YOUR INFORMATION TRUSTEES James F. Carlin William H. Cunningham John M. DeCiccio Ronald R. Dion Maureen R. Ford Charles L. Ladner* Patti McGill Peterson* Dr. John A. Moore* Steven R. Pruchansky Lt. Gen. Norman H. Smith, USMC (Ret.) John P. Toolan* *Members of the Audit Committee OFFICERS Maureen R. Ford Chairman, President and Chief Executive Officer William L. Braman Executive Vice President and Chief Investment Officer Richard A. Brown Senior Vice President and Chief Financial Officer Susan S. Newton Senior Vice President and Secretary William H. King Vice President and Treasurer Thomas H. Connors Vice President and Compliance Officer INVESTMENT ADVISER John Hancock Advisers, LLC 101 Huntington Avenue Boston, Massachusetts 02199-7603 CUSTODIAN The Bank of New York One Wall Street New York, New York 10286 TRANSFER AGENT AND DIVIDEND DISBURSER Mellon Investor Services 85 Challenger Road Overpeck Centre Ridgefield Park, New Jersey 07660 LEGAL COUNSEL Hale and Dorr LLP 60 State Street Boston, Massachusetts 02109-1803 STOCK SYMBOL Listed New York Stock Exchange: BTO For shareholder assistance refer to page 20 -------------------------------------------------------------------------------- HOW TO CONTACT US On the Internet www.jhfunds.com By regular mail Mellon Investor Services 85 Challenger Road Overpeck Centre Ridgefield Park, NJ 07660 Customer service representatives 1-800-852-0218 Portfolio commentary 1-800-344-7054 24-hour automated information 1-800-843-0090 TDD Line 1-800-231-5469 25 -------------------------------------------------------------------------------- [LOGO] John Hancock PRESORTED STANDARD U. S. Postage PAID MIS 1-800-852-0218 1-800-843-0090 1-800-231-5469 (TDD) www.jhfunds.com SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. By: ----------------------- Maureen R. Ford Chairman, President and Chief Executive Officer Date: June 24, 2003 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: ----------------------- Maureen R. Ford Chairman, President and Chief Executive Officer Date: June 24, 2003 By: ----------------------- Richard A. Brown Senior Vice President and Chief Financial Officer Date: June 24, 2003 P90SA 4/03 6/03